Responsibilities of Corporate Officers & Directors Under Federal Securities LawsCommerce Clearing House, 1988 - Corporate governance |
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Page 60
... court held that the policy of investor protection underlying the Exchange ... Delaware , when directors seek to dismiss a federal derivative action ... Supreme Court drew a sharp distinction between cases in which the company refused to ...
... court held that the policy of investor protection underlying the Exchange ... Delaware , when directors seek to dismiss a federal derivative action ... Supreme Court drew a sharp distinction between cases in which the company refused to ...
Page 81
... Delaware Supreme Court has approved the use of " poison pill " stock plans when the plan is reasonably related to the perceived threat of coercive acquisition tactics such as the " bust - up " takeover . Of course , in such an instance ...
... Delaware Supreme Court has approved the use of " poison pill " stock plans when the plan is reasonably related to the perceived threat of coercive acquisition tactics such as the " bust - up " takeover . Of course , in such an instance ...
Page 85
... courts . The Delaware Supreme Court has ruled that a comprehensive defensive scheme undertaken by target company directors that consisted of a " street sweep " by the company's largest shareholder , facilitated by a dividend payment ...
... courts . The Delaware Supreme Court has ruled that a comprehensive defensive scheme undertaken by target company directors that consisted of a " street sweep " by the company's largest shareholder , facilitated by a dividend payment ...
Contents
Introduction | 11 |
REGISTRATION RELATED LIABILITIES | 23 |
LIABILITY FOR FRAUD VIOLATIONS | 35 |
Copyright | |
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acquired acquisition antifraud provisions applies beneficial owner beneficial ownership reporting bidder board of directors business judgment rule CCH Dec class of equity Commission company's controlling person Corp damages decision Delaware Supreme Court derivative action derivative suit directors and officers disclosure discussed disgorgement dividend duty to disclose equity securities example Exchange Act exemption exercise federal appeals court federal courts federal securities laws fiduciary duty filing fraud independent directors injunction inside information insider trading insider's interest Investment Company investors involved issuer limited merger misstatements officer or director officers and directors participation period plaintiff poison pill Question reasonable registered company registration statement remedy Revlon SEC staff SEC's Section 11 Section 16(b Securities Act sell seller shareholders shares short-swing profit liability six months standard statute stock appreciation rights stock options stockholders substantial takeover target company tender offer tion tippee trust U.S. Supreme Court underwriter violations voting